accepts this possibility and assumes the risk of the facts turning out to be different and new information being discovered.  The Company further agrees that the release provided for herein shall in all respects continue to be effective and not subject to termination or recession because of any difference in such facts or any new information.

6.3       Investor Release.  The Investor hereby releases, waives, and forever relinquishes all claims, demands, obligations, liabilities and causes of action of whatever kind or nature, whether known or unknown, which any of them has, may have, or might assert as of the Closing Date against the Company and/or its respective parents, affiliates, participants, officers, directors, partners, employees, agents, attorneys, accountants, consultants, successors and assigns, directly or indirectly, which occurred, existed, was taken, permitted or begun on or prior to the Closing Date, arising out of, based upon, or in any manner connected with (a) any transaction, event, circumstance, action, failure to act or occurrence of any sort or type, whether known or unknown, with respect to the Transaction Documents or the obligations created thereby, (b) any discussions, commitments, negotiations, conversations or communications with respect to the refinancing, restructuring or collection of any obligations related to the Transaction Documents or the obligations created thereby, or (c) any matter related to the foregoing, including, without limitation, any liquidated damages, Preferred Stock dividends and/or other penalties, including, without limitation any liquidated damages and dividends referenced in that certain email sent by David Gonzalez to Stephen Walters on February 26, 2008.  The Investor understands that the facts which it believes to be true at the time of making the release provided for herein may later turn out to be different than it now believes, and that information which is not known or suspected may later be discovered.  The Investor accepts this possibility and assumes the risk of the facts turning out to be different and new information being discovered.  The Investor further agrees that the release provided for herein shall in all respects continue to be effective and not subject to termination or recession because of any difference in such facts or any new information.

6.4.       Further Assurances.  The parties hereto will, from time to time, on and after Closing, at the request of the other and without further consideration, execute, acknowledge and deliver all such other and additional instruments and take such other action as may be necessary or advisable to more fully accomplish the purposes of this Agreement and any exhibit, schedule, annex, document, certificate or other instrument delivered pursuant hereto.  The parties hereto agree to execute and deliver such further instruments of conveyance, assignment and assumption as may be reasonably necessary to consummate the transactions contemplated hereby.

6.5       Notices.  All notices, requests, claims, demands, and other communications hereunder shall be in writing and shall be given or made and shall be deemed to have been duly given or made (a) on the date of delivery if delivered personally, or if by facsimile, upon written confirmation of receipt by facsimile, email or otherwise (provided such delivery is during regular business hours in the location of receipt, and if not, then on the next Business Day), (b) on the first business day following the date of dispatch if delivered utilizing a nationally recognized overnight courier service or (c) on the earlier of confirmed receipt or the fifth business day following the date of mailing if delivered to the respective parties hereto at the following addresses (or at such other address for a Party as shall be specified in a notice given in accordance with this Section 6.5).

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